In the town of Silver Springs, Montana Territory, bankers CLELL BUTLER and JACK CLEMENS are faced with a desperate situation. Clell recklessly bet and lost the majority of their bank's stock in a high stakes poker match. As a result, they are about to lose possession of the business they have owned and operated together for years. Clell and Jack plan an unsuspected solution: rob their own bank.
Clell Butler is sixty-seven, impulsive, and has a razor sharp wit. He sees the robbery as his last chance to break a long streak of bad luck and finally score into big money. In contrast, Jack Clemens is seventy, methodical, and unassuming. Their plot allows Jack to achieve a lifelong aspiration: purchasing and owning a cattle ranch. However, there is a price Jack must pay for his dream. He must abandon his loyalty to the community, as well as his own virtue.
They need assistance to pull off the robbery so they recruit an ambitious young outlaw named ROBERT J. HOOD and his band, the Gatling Gang. With the plan in motion, Clell and Jack set out to double-cross the very town that has entrusted them with its finances.
The robbery is successful, but soon after the bankers are double-crossed themselves. Robert and the gang betray them by taking all the money. The outlaws quickly escape town, leaving Jack and Clell disillusioned and empty handed.
Clell's and Jack's problems intensify as they struggle to retrieve the stolen money while keeping their motives secret. Clell knows Jack is never resourceful. He tries to devise a solution as he has so many times before, but, for the first time, Clell fears the situation is growing beyond his ability to manage it. His chances of making a successful score vanishing. Jack is shaken. He now sees Clell's limits and starts to lose faith in his old friend.
Clell's elusive behavior arouses the suspicion of PHOEBE BURROWS, his assertive, young female companion. Unexpectedly, Robert returns to the bankers. He forces Clell and Jack to shelter him because he was unable to slip past the posse that continues to blanket the county.
Phoebe learns of the entire scheme. She is irate that Clell was involved in the robbery and annoyed that he neglected to bring her in on it. In retaliation she demands a cut of the money in exchange for her silence.
Phoebe's ultimatum is just one more betrayal building pressure within Clell as he vainly fights to remain in control. He realizes that Jack is losing faith in him, and thus Clell begins to doubt himself. Jack finally recognizes that he cannot rely on Clell to get them out of their mess. Although inexperienced, he must look inward for a solution.
Robert and Phoebe are drawn towards one another. They are both young, passionate, and dream of success. Phoebe develops a new perspective. She wants to team up with the outlaw: together they can dump Clell and Jack and take the money for themselves.
Suddenly Robert's location is discovered. The posse encircles them all like a noose. Clell freezes. His sharp wit has abandoned him. Jack steps up to take charge.
Jack's participation in the plot has corrupted the once virtuous gentleman. He is driven towards a rash and sinister solution. Jack grabs a pistol and murders Robert. He then convinces the posse they were hostages of the now-dead outlaw.
Clell is shaken by the dark transformation of his once honest friend and partner. He no longer believes in himself. His pride is shattered, and Phoebe leaves him. Clell is left to consider the prices they paid and the measures they took in pursuit of their dreams.